The Kindest of Kisses
by Merida's Hair
Summary: "Okay, Emma's plan wasn't precisely to bang her history professor against the wall during office hours, but if she and her pants were being honest, she was definitely thinking about it." Swan Queen. Mostly PWP.


**A/N: I suddenly needed to write smut tonight, so uh. I did. Enjoy this rare moment in my writing life where I don't blush too heavily to get through this. Porn with a little, tiny plot. Title is from the song, "Hardest of Hearts" by Florence + The Machine, and subject to change.**

Okay, Emma's plan wasn't _precisely _to bang her history professor against the wall during office hours, but if she and her pants were being honest, she was definitely thinking about it.

She honestly came in there, weak in the knees at the sight of Professor Mills sitting so very regally in her office desk, wearing a pantsuit and her eyebrow delicately arched and _holy wow her lips_, to get essay help. She stands in front of the desk, feeling stupid in her college tank top, holding her papers in front of her, and shifting from side to side.

"Uh, hey, Professor."

Professor Mills looks up from grading papers and her lips curl into a smile, like a snake curling around an arm.

"Ms. Swan." She drawls in that low, horrible voice of hers. Emma's heart begins to pound. She's probably blushing. _Shit_.

"I emailed you earlier about coming in today? I don't think my thesis is strong enough."

Professor Mills stands up and circles in front of her desk, taking the paper from Emma's hands. Without something to occupy them, Emma fidgets with her fingertips for a moment before letting them hang at her sides, threatening to ball into fists. She finds herself very, very fascinated by Regina's focussed expressions. Her eyes are bright and inquisitive, her eyebrow arches every so often, and her tongue occasionally darts out, most likely absentmindedly, but it certainly causes Emma to become absentminded herself.

She purses her lips and hands back the essay.

"Your thesis is strong enough, it's your _entire_ introduction that needs work, dear. Sloppy opening, barely connecting points in the second and third sentences, and your thesis seems to come out of nowhere. You have to _grasp_ the audience, Ms. Swan. Like _this_."

She takes Emma's wrist, and presses her fingertips into the pulse point. Emma nearly faints from the contact, feeling Professor Mills's skin against her rapidly beating pulse point. Regina seems to rub there for a moment and Emma's eyes are intent on the interaction. She almost doesn't hear Regina's voice, low and resounding.

"_Feel _how a reader breathes and processes, hitting sweet spots, and then rubbing them in all the places that make them _think_."

_Or don't,_ Emma thinks with an excited sigh. She looks up into Professor Mills's eyes, finds them intensely bored into hers, her lips parted, and wow when did they start standing kind of close, or okay maybe just her pounding heart thinking instead of her head (or not thinking), and she snatches her hand away before she does something stupid like kiss her.

"Uh, thank you. I'll revise tonight. I better get going, I have…..lacrosse." Emma finishes lamely and nods before turning towards the door, fully intending to go back to her dorm for a cold shower and avoid Mary Margaret in their room.

"Ms. Swan."

Emma slowly turns around. Regina's arms are crossed, she's smirking with those lips, and she almost seems _amused_. God this woman is evil. (No, no she's not).

"Lacrosse meets on Mondays, Wednesdays, and Fridays, dear, not Thursday."

Emma laughs nervously. "Right, silly me. I should-"

Regina's eyes narrow and she steps forward, slowly, her hands coming to rest by her hips.

"Ms. Swan, you are an adult now. Stop playing these silly teenage games with this blushing and _lying_ about what you truly feel because you are embarrassed." She reaches up and undoes the top button of her shirt, letting the tops of her heaving breasts show, and Emma's eyes automatically wander down.

"Uh." She says intelligently.

"Be articulate, dear. I know you are. You're one of my…_.smarter _students to say the least. I wish you'd be more vocal in class and on time with assignments, but perhaps you're more vocal elsewhere." She reaches up to Emma's collarbone, and trails a finger across it, skims down across her own breasts, and trails back up to the shell of her ear, causing shivers to run down her body, and then tucking a lock of wayward blonde hair behind her ears.

"Professor-?" She says breathlessly, her eyes never leaving hers for a moment.

"I'm not blind, Ms. Swan." She says, curling her fingers from Emma's ear to cup her chin.

"I know when a student is attracted to me. It happens quite often. But it isn't often that the attractions are…..reciprocated in the slightest." She moves to cup Emma's cheek, and someone help her, Emma is leaning into the touch, revelling in the softness of her hands, the heady breath on her face and neck.

"You…."

Her other hand joins the first and they cup Emma's face in earnest.

"And call me _Regina_, dear." Her first name, husky and low in Regina's own voice, is enough to give Emma the small push towards the destruction of her self-control and she surges forward in Regina's hands, pressing her lips against hers heatedly, her tongue darting out after just a few moments pressure.

Regina squeaks at the contact at first, her hands losing grip on Emma's face, but then melts ever so slightly, (rigidity is still kept in her back), cupping the hands behind Emma's neck, before moving down to her waist, hands wandering up and down her back, lower each time. Emma's hands move to run through Regina's silky and thick short hair, grasping the ends as biting and sucking lips are introduced to the kiss.

She pushes away after a few moments. Her lips are red, thoroughly kissed, and her eyes are dark with desire. Her hair is wild, something Emma has never seen before, and it only adds to the throbbing between her legs. She leans in, almost possessed, to kiss them once again.

Regina holds up a finger to her lips and her smile is wide and wicked, her eyes flickering up and down. She pushes a finger ever so slightly between Emma's lips, and another strokes her bottom one.

"Perhaps we should move locations. We wouldn't want one of your friends to walk in, do we?"

_To hell with all of them. She doesn't care if the entire student body walks in. _Okay that's a huge lie. But Emma needs to touch Regina, feel the heat of her skin, kiss her lips, run her hands through her hair. It's almost kinetic and it's terrifying, because it's a lot of lust _oh wow _it is, but there's some energy about Regina, something lurking in her eyes that Emma wants to uncover. She has sudden visions of her and Regina going on coffee dates and seeing movies curled into each other, and snuggling on the couch to watch re-runs, and _wow._ Wow. No. Not going to happen.

"Ms. Swan?" Regina is looking at her curiously, and Emma roughly kisses her once again, her hand coming up to untuck Regina's clean silky button-down from under her pants and caressing the warm skin she finds underneath it. Regina moans at the contact, slow and reverberating through her body, and Emma's as well.

She gives a wicked grin of her own.

"We'll lock the door."

Regina's eyes open with a pop. "I enjoy the way you think."

The deed is done, and the shades are fully drawn and Emma finds herself pressed against the wall, Regina body pressed firmly against her own, her knee coming between her skinny-jean clad legs. Regina is peppering searing, wet kisses along her collarbone and drifts up her neck, sucking on her pulse point and kissing all along it as Emma's eyes roll into the back of her head. She's weak in the knees, _really_ weak this time, and Regina notices and chuckles into her neck.

"I'm not losing you yet, am I?"

Emma finds this time to reach up her hand and undo a few more buttons of the blouse, seeing her black lacy bra for the first time and running her hands smoothly over all that is visible, noting the harden buds underneath the padding. She tweaks one over the bra, and Regina lets out a breath.

"Not for a while, Ma'am." She says.

"I'd rather _Professor _than Ma'am." Regina balks and returns to Emma's mouth once more, her tongue slipping in with ease and beginning to squeeze Emma's own breasts. She leans into her knee with every bit of contact of her hands, and Emma feels a great pressure building up between her thighs, and she yearns for _more._ She signals this by grinding further into Regina's knee and grabbing one of her hands and pushing it down her stomach towards where it is sorely needed.

"Impatient are we?" She tucks her hand into the waistband of Emma's pants and cupping her sex for just a few moments before sliding out.

"Oh this won't work at all. Honestly, how do you _breathe_ in those?"

Emma hurriedly takes off her shirt and tries to discard her pants, but Regina stops with a press to her lower stomach. She grins at Emma and starts pulling them down herself. The cool air from the air conditioner slides over Emma's legs as the pants disappear, and Emma takes a shuddering breath.

Regina leans in close to Emma's neck and whispers in her ear.

_"Much better." _Emma almost whimpers as Regina hands are in Emma's underwear, beginning to stroke through her folds slowly, torturously. Her thumb comes to circle her clit, and she lets out a steady moan as Regina couples this by caressing her ear and neck with her tongue, sucking it, kissing it. She keeps this pace up for a moment, allowing the escalating pressure to build up, her breath start to become labored, and she wants to beg for more, but doesn't want to seem like she's completely desperate for this release. (Which she totally is.)

"Regina…" She whispers, and Regina strokes a sweet spot and the groan is finally let out. She chuckles again, and strokes firmer, circles and circles until Emma is nearly driven wild. She thrusts one finger, two fingers, searching for that one spot sure to drive Emma over the edge. Emma pants and grinds her hips into her hand, and Regina leans closer into her, whispering dirty nothings in her ear. _Good girl. You've dreamed me being inside you. Tell me, is this anything like your fantasies?_

She finds it with a crooning _hmm?_, and runs a delicate finger in another circle around her clit, and Emma is gone, letting out a strangled cry that she barely can muffle. She closes her eyes, allowing the sensations to build up from her core, rocketing her out of her own body, vibrating through her skin. As the last wave rocks through her, she lets out a breath, only vaguely aware of Regina taking her fingers out of Emma's underwear.

When Emma opens her eyes, after the blood has stopped rushing in her ears and head, Regina has finished sucking one of her fingers. This image of Regina contently sucking, well, _her, _off her own fingertips, her eyes closed in wonder, leads Emma to make the most daring choice she had since choosing to try college, or maybe since she stole a bike with Killian Jones in their senior year.

She takes Regina by the waist and flips their positions over, barely giving either of them time to breathe before she stands on her knees in front of her, and begins to pull her pants off. Regina is watching her with impressed eyes, taking the hint and taking off the rest of her shirt, her straps falling to her biceps, her chest and stomach heaving.

As Emma pulls them completely off, revealing lean legs, she is left breathless. Regina Mills is truly a vision. How she imagined was nothing compared to reality. She looks soft all over, skin as smooth as water, her taut stomach causes Emma to want to circle it with her tongue, and her breast are large and wonderful, moving up and down ever so slightly with each heave of her chest. Emma reaches up to stroke one, her fingers lightly teasing a nipple.

Regina shudders and she looks at Emma in something like wonder, and Emma looks back in something like reverence. It's that energy again, the one that makes Emma want to hug her as well as fuck her senseless. There's something lost now in Regina's eyes, something dreary that spoke of her many hours alone in a cool office, and Emma wonders if she goes home to a lonely apartment, how many years she might have spent like this with those sad eyes. She wonders if Regina can see the same emotions in her own. She wonders how many students Regina has taken like this, (she stupidly hopes she is the first), and if they looked at her with sudden clarity of pain that Emma understands herself.

The moment is ended when Regina lifts a trembling wrist and kisses it on that same spot that she rubbed earlier, and gives another wicked grin.

"Carry on, Ms. Swan." She puts, and leans her head back.

Emma stares at her legs, and has just a moment of _holy shit what if I fuck this up_, before she swallows her insecurity and caresses Regina's thighs, making sure to get near the apex of her thighs but never quite reaching there. Her tongue joins her hands soon after, running along her inner thighs. She uses her hands to support Regina's weight underneath her ass, and grows closer and closer to her destination, listening for Regina's breathy sighs and gasps.

"I could do this all day." Emma murmurs against her skin.

"As much as I'm inclined to agree, _do _hurry." Regina breathes.

Emma stops and looks up with a cheeky grin. "Is the great Professor Mills _begging_?"

Regina shoots her an annoyed glare. "I could fail you in the class."

Emma chuckles and resumes her activities, finally mouthing her sex for a few moments, and then gently pushing down her matching lacy black panties with her nimble finger tips. She has the sudden desire to stick the underwear in her pocket, but she doesn't have a pocket at the moment, and Regina really would fail her. (Or murder her. Or both.)

She runs a finger through her folds, feeling with wonder the wetness already accumulated. She rubs Regina's clit for a moment, before leaning in and letting her tongue run down her folds, and Regina lets out something between a gasp and a sigh. She circles her tongue over her clit, finding all the spots that make Regina quiver. She gives it a suck and a few more licks, long and slow, running her tongue along her, listening to every sound she makes, how she pulls and buries her hands in Emma's hair, how her head is completely lolled back.

Emma runs her tongue down and thrusts it within her, alternating this with strokes all along her center, her clit again, gaining in pace by how harsh Regina's gasps are, how hard she's pulling her hair. Emma is almost supporting her weight by holding her up, running her hands from the inside her of knee to her ass. She circles her clit a few more times, keeping the pace strong and fast, closes her lips around it and sucks completely, and Regina comes undone. She cries out and bucks her hips, and Emma rides her orgasm out, her strokes getting softer, more tender until Regina can regain strength in her legs to stand completely on her own, her head still lolled back, eyes closed, and mouth parted.

Emma rises from the floor, not even caring about the stiffness or pain in them from the hard linoleum floor. She cups Regina's cheek and turns it towards her, stroking the soft skin, and once more finding that lost look. Leaning forward, she presses soft kisses on her cheeks, her eyelids, and finally the corner of her mouth.

Regina caresses the small of her back, her stomach, and stares at her incredulously. As if what they've done has suddenly occurred to her. She gently takes Emma's hands off her face, and contemplates them for a moment, perhaps thinking to kiss them again before letting them go. Emma immediately misses the contact, and the air conditioner causes uncomfortable shivers instead of pleasant ones.

"Get dressed, Ms. Swan." Regina says softly, but harshly. She herself, grabs her own discarded underwear, and begins the process. The pants are zipped up, the shirt is replaced on her perfect shoulders. Emma is still standing there dumbly, mostly naked as she's woken up by a famous Professor Mills withering glare and begins to retrieve her tank top, her jeans.

"So." She says awkwardly to Regina's back. "We should…..do this again sometime. Maybe in an actual bed? Like I still live in the dorms, but we could go to a motel, or your place."

Regina has finished the last of her buttons, and moves towards the mirror, right above two filing cabinets. She's fluffing her hair as Emma is zipping up your pants. She takes out a tube of lipstick from her nearby purse, and a make-up removal wipe to clean up the old lipstick smeared across her lips before she turns around towards Emma with an infuriatingly neutral gaze. Her lost look, the one that dug deep in Emma's stomach, tugged at a knot lodged there, and remained somewhere underneath her ribcage, seems so far away, distant now. As if she's a completely different person than the one pulling Emma's hair and crooning in her ear just minutes ago.

"I hope to see a revised version of that deplorable introduction in your final draft." She says.

Emma's face falls. "Right. Yeah, of course."

"I refuse to be anyone's dirty secret, Emma. And we don't run in the same circles." She clears her throat. "I enjoyed the experience, however. It certainly relieved my tension. I should hope it did the same for you."

Tears well up, but Emma puts on a huge smile. "Yeah." Was she really imagining all those moments? Had it been silly, thinking of life outside this little office with this amazing woman? Was she really just so _cold_, as other students deemed her.

Any possible stark truths she refused to realize.

She grabs her discarded papers from the desk, and takes a look in the mirror. Lipstick is smeared along her own lips, and she takes a tissue paper to wipe it off. Regina has sat back down to grading, and it's almost as if nothing has happened at all.

But _everything_ has.

"Goodbye, Professor." _Regina_. "See you in class."

Regina waves without looking up.

As the door shuts with a click, she wonders whether she'll need a cold or a hot shower. A cold one, to diffuse the shivers still running up and down her back, a hot one to scorch the memories out. The cold air whips are her cheeks, unleashing the tears previously not fallen, and the hot shower seems to be the higher prospect.


End file.
